VANCOUVER, BRITISH COLUMBIA--(Marketwired - Sept. 1, 2016) -
NOT FOR DISSEMINATION IN THE UNITED STATES OR FOR DISTRIBUTION TO U.S. WIRE SERVICES
Royalty North Partners Ltd. (TSX VENTURE:RNP) ("RNP" or the "Company") is pleased to announce that it has closed its private placement of 63,576,745 units to raise gross proceeds of approximately $9,536,511.75.
Each unit issued under the private placement consisted of one common share and one transferable warrant exercisable to purchase an additional common share at a price of $0.25 until September 1, 2021. The shares, warrants and any warrant shares issued upon exercise of the warrants are subject to a hold period and may not be traded until January 2, 2017, except as permitted by applicable securities legislation and the rules and policies of the TSX Venture Exchange.
Proceeds from the private placement will be used to fund the previously announced Loan & Royalty Agreement with Country Wine & Spirits, Inc., a leading San Diego retailer of wine, beer & liquor, for transaction expenses and for working capital purposes.
The Company paid a commission to certain arm's length finders in connection with the private placement. Each of Canaccord Genuity Corp., Medalist Capital Ltd., Fidelity Clearing Canada ULC ITF Echelon Wealth Partners and Sprott Global Resource Investments Ltd. received 6% cash commission and 6% in non-transferable brokers warrants, which warrants will otherwise be on the same terms as those issued pursuant to the private placement, for orders facilitated by such finders.
Certain insiders of the Company participated in the private placement by purchasing an aggregate of 9,270,000 units. Accordingly, the private placement constituted to that extent a "related party transaction" under applicable Canadian securities laws. The Company is relying on the exemptions from the formal valuation and minority approval requirements found in sections 5.5(a) and section 5.7(1)(a) of Multilateral Instrument 61-101 - Protection of Minority Security Holders in Special Transactions as the fair market value of the transaction, insofar as it involves interested parties, is not more than the 25% of the Company's market capitalization. The Company did not file a material change report more than 21 days before the expected closing of the private placement as the details of the private placement and the participation therein by related parties of the Company were not settled until shortly prior to closing and the Company wished to close on an expedited basis for sound business reasons.
On behalf of the Company,
Justin Currie, Chief Executive Officer and Director
About Royalty North Partners Ltd.
Royalty North Partners is a Vancouver, BC based, TSX-V listed (RNP) company focused on creating a diversified portfolio of cash flowing royalties by providing financing to private businesses operating in the "mid-market". RNP is led by a seasoned board and management team with a successful track record of experience in royalty financing, capital markets transactions and private company operations. RNP is targeting royalty investments in companies with stable cash flow in non-resource based sectors looking for growth capital or succession liquidity.
Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release
This press release does not constitute an offer to purchase securities. The securities to be offered in the offering have not been and will not be registered under the United States Securities Act of 1933, as amended, or any state securities laws and may not be offered or sold in the United States or to, or for the benefit or account of, a U.S. person, except pursuant to an available exemption from such registration requirements.
Cautionary Note Regarding Forward-Looking Statements
Except for the statements of historical fact contained herein, the information presented constitutes "forward looking statements" within the meaning of certain securities laws, and is subject to important risks, uncertainties and assumptions. Such forward-looking statements, including but not limited to the completion of the transactions contemplated by the Loan and Royalty Agreement with Country Wine & Spirits, Inc. and the use of the proceeds of the Private Placement. The words "may", "could", "should", "would", "suspect", "outlook", "believe", "anticipate", "estimate", "expect", "intend", "plan", "target" and similar words and expressions are used to identify forward-looking information. The forward-looking information in this news release describes the Company's expectations as of the date of this news release and accordingly, is subject to change after such date. Readers should not place undue importance on forward-looking information and should not rely upon this information as of any other date. While the Company may elect to, it does not undertake to update this information at any particular time.